Behind the Shed
by UGX7
Summary: Duke becomes haunted by the ghost of Smudger who wants revenge for what happened all those years ago. Duke may have to face death the Sudrian way, when he discovers what was left behind the shed.


**Thomas the Tank Engine and Friends is property of HIT entertainment.**

 **Special Thanks to shunterproductions and his Sudrian Ghosts stories on YouTube for the inspiration for this story.**

 **BEHIND THE SHED**

Duke's eyes snapped open, greeted by the harsh light of the sun. He sighed in annoyance as he blinked the sudden rush of light, getting his old eyes used to it.

"Ugh. Another day or lazing about in this shed." He said, frustrated. He lived with some of the other Narrow Gauge engines in the sheds near the Transfer Yards, he slept in the middle shed, while Rusty and Duncan slept in the two berth shed on his right and to his left in a wooden shed lived the double headed engine Mighty Mac and Fred the shunting diesel. Skarloey, Rheneas, and the two from his old railway, Peter Sam and Sir Handle as they were now known, lived in the sheds at Crovan's Gate while Luke lived in Blue Mountain Quarry, and Freddie and Bertram shared the shed at Rheneas station. He got along just fine with Skarloey and Rheneas (even if they were a little too kindhearted for his tastes) as well as Freddie, who Duke once worked with on the Mid-Sodor railway, as one of the engines who came and went, and he had matured quite a bit. Sir Handle and Peter Sam would still give him problems from time to time, only now they were joined by Duncan, who was the worst of the three and obnoxious in Duke's opinion. Rusty was fine, but he didn't fully trust diesels, same went for Fred, whom Duke found pitifully lazy. Mighty Mac was... an oddity, Luke was alright, but there was something about Bertram that he didn't trust... the shape of Bertram was too similar to his own, and there was something about that face... oh well.

He looked around. Fred was shunting some freight cars. Duke felt some pity for Fred, who rarely traveled more than the fifteen mile distance from the Transfer Yards to Crovan's Gate. He saw one of those standard gauge engines, a maroon one called Arthur or something like that, pulling a train of eight boxcars of fish from Arleslburgh to Ballahoo. He whistled at them "Morning little guys! Nice day isn't it!" Arthur called to them.

"Watch who you call 'little', youngster!" Duke called, indignantly. As Arthur puffed away he heard the familiar whistle of Peter Sam. The green engine with the special squat funnel puffed by with some freight cars and grinned cheekily at Duke. "Hello Grandpuff! Being rude to the big ones again? Soon enough they'll wish you were left in that old shed." Peter Sam said as he puffed off away from the shed.

"Blasted youngin!" Duke barked, beginning to cough up a frightful storm. A workman ran over to check on him. "You alright Duke?" he asked. "Of course, just got my pistons all revved up that's all." He said. The workman nodded and went back to tending to a broken axel on a breakvan.

Duke sighed in annoyance as he watched Peter Sam disappear around a wooded bend. He knew Peter Sam was just teasing, but it didn't make it any less aggravating.

He began dozing again, occasionally woken up by a passing engine or Fred trying to make conversation. He rarely ever got to go out of the shed anymore. The Thin Controller said he was too old and too valuable to let work on the railway anymore. The only times he was let out of the shed was for grand openings of stations or for parties or for inspections or if a celebrity came. Duke was old. Too old to take passengers, too old to take trucks, too old to shunt.

Too damn old.

He remembered the good old days. Working on Mid-Sodor with Sir Handle when he was Falcon, Peter Sam when he was Stuart, and all the others; Jim, Albert, Jerry, Stanley, Atlas, Alfred, Jennings, Freddie, and of course Smudger. Smudger was American, and there was something about that that Duke took an automatic disliking to. His carefree attitude, not caring what others thought of him, not caring if he derailed or spilled his cargo. No matter how many times Duke warned him to be careful Smudger took no notice, until eventual the Manager took him off duty permanently and had him... fixed.

 _Duke watched with a little personal satisfaction as Smudger's wheels and coupling rods were pried off and his cab sawed off. He listened to Smudger's screams as it happened, his growls and desperate pleas to be forgiven, to be given another chance._

 _"Sorry Smudger," he had said, "you had your chance, too many of them. You deserve this you troublemaker."_

 _"Please Dukie! I'll change! I swear! I'll never spill again, I'll go slower! I was just trying to be a useful engine! Please! Stop them! Tell Manager to stop please!" Smudger begged, tears coming out of his eyes._

 _Duke had smiled, he could stop this, his relationship with his Grace gave him enough influence to do nearly anything, but he didn't want to give the arrogant Smudger any mercy. Any other engine would have looked away in horror, but for some reason Duke watched._

 _"No." Duke said simply. "I'll use your story to tell the young engines to behave. They'll listen to me after I tell them this." He said._

 _Smudger wept._

 _And then he growled. "I'll get you for this Duke! You relic! You will pay for letting me suffer! I will get you! I swear! I will drive you to madness and you will know my pain!" Smudger screamed as his cab was severed from his body._

 _"Oh come now Smudger? I thought Americans were brave." Duke taunted "At least die the Sudrian way; without any folderol." He finished_

Duke shook at the memory. At the time it seemed appropriate but now... it just seemed... monstrous. But the story had worked on Peter Sam and Sir Handel when they were younger so what's the harm? He had also told the tale to Duncan once and it scared him straight. For about a week anyway...

Freddie had never asked about Smudger. During Freddie's brief tenure on the Mid-Sodor Railway he had worked with Smudger and naturally befriended him. Freddie left a few months before Smudger's... reassignment and Duke never told him what happened to Smudger, Freddie never asked, and as far as he knew Sir Handel and Peter Sam never told him.

"Oh Smudger, if only you had listened." Duke said.

"Oh Dukie, I wish I had too." Said a voice. A very familiar voice Duke had not heard in a long time.

Duke jumped so hard his breaks came off and he rolled back to the buffer bars of his shed.

"W-w-who said that?! Speak up, now!" he demanded. "Oh come on Dukie, surely you remember me? Your old pal Number 2? The American, the troublemaker, come on now you known who I am." The voice said.

"Smudger?!" Duke cried. "Peep Peep! Got in one old timer." The voice of Smudger said.

"No, I refuse to believe this. This is just a dream I'm having, that's it. I'll wake up any minute now!" Duke said. "Oh yeah that's right Dukie, you brain would bother going through the meandering details of a day in your life now just to let you see something weird hours later in a dream. Face it old man, this is real! Real as it gets!" Smudger's voice said.

"Why have you come to me?!" Duke demanded. "Isn't that obvious Duke? Think about it. Where should I be right now?" Smudger asked. "You should be... behind the shed... under the hill... oh god..." Duke said, realizing after all these years that he had left Smudger to rot on the Mid-Sodor railway, behind the sheds which had been overtaken by the wild and the undergrowth. Duke had never asked or found out what became of Smudger. He had always assumed that Smudger had been scrapped... but he had always wondered if Smudger had been left behind like he was; only Smudger hadn't been rescued like Duke had been.

"That's right Dukie. That bastard manager of ours, may he rot in hell, left me to die just like you. But unlike you I got no rescue, no hero's welcome home, not even a place in a museum for curiosities' sake. I was left to rot Duke, and now my revenge begins." Smudger said darkly.

"Revenge?! You have no quarrel with me; why not torment our manager instead?" Duke asked nervously, his frame shuddering. "Au Contraire Dukie, our manager is dead and rotting, just like he left me. He's already paid for his sins, but you... you need to pay for what you did to me. For what you allowed to happen." Smudger's voice said.

"You... you have only yourself to blame Smudger!" Duke said defiantly. "You could have saved me, the manager would have listened to you, you could have prevented this, but instead you let me suffer. And now I will have the pleasure of tormenting you." Smudger said.

There was a wheesh of steam and a loud high pitched whistle. Duke shut his eyes tightly and as the sounds faded he opened his eyes and saw nobody outside

"What in my Grace's name was that?" he asked nervously. He looked over to the platform of the yards and saw Bertram collecting some goods for the attractions at the old mine.

Duke growled. "I must have dreamt it. I must have, it's just foolish to believe such things to be real." Duke said.

Bertram blew his whistle.

The shed doors slammed in front of Duke.

Duke cried out in shock.

If what Smudger was saying was true, then Duke was going to have a very hard time.

* * *

That afternoon Rusty returned home early. He had one last assignment to do before his day was done.

"Oh my, what a day! I lost count of how many loads I took from here to the quarry, the wharf, and all the stations today. What I need is a nice warm shed and some quiet while Duncan's stuck over at the Blue Mountain Quarry for the night." Rusty said as he rolled in to the yard.

Luke was accidentally hid by a slab of rock knocked over by Merrick so Duncan had to do Luke's jobs while he was away at the Steamworks to be mended, which made Duncan even grumpier than usual.

He saw the doors to Duke's shed closed, which was odd, Duke never wanted his shed doors closed during the day, even when it was raining. "Driver, could you open those doors so I could talk to Duke?" His driver agreed and did so.

Duke was startled when the doors opened, but was glad to see it was Rusty.

"Oh Rusty, thank goodness, a nice sensible engine if there ever was one." Duke said. "Duke, what's wrong?" Rusty asked, confused and concerned. "Rusty, I need you to tell Sir Handel, Peter Sam, Freddie, and Bertram to sleep here tonight." He said. "Why?" asked Rusty. "Don't ask, please! Just tell Mighty Mac to take Fred to the Crovan's Gate sheds and spend the night with Skarloey and Rheneas." Duke said.

Rusty frowned. "I don't know what you're up to Duke, but I hope it's nothing serious." He said. "I...I don't know if it is." Duke admitted.

Rusty eyed him oddly, but set off to fetch his train. "Oh well old boy, you can sleep at the sheds at Rheneas station tonight." Said his driver. "Well, at least I'll get one night of peace!" Rusty said as he went on his way.

* * *

Later that night Peter Sam and Sir Handel puffed towards the depot sheds, as they did they saw Might Mac pushing Fred to Crovan's Gate, but dark clouds were looming over head and the wind blew orange and yellow leaves across the rails. "Have a good night with Duke guys." Mac said. "Be careful! Storm is a brewin'!" Mighty warned. "And, uh, thanks for the shed." Fred said.

"Thanks Mighty and Mac, and enjoy that shed while you can, we'll be back in it tomorrow night." Sir Handel said. "You didn't even like that shed when we first got here!" Peter Sam pointed out. "It's grown on me over the years." Sir Handel defended.

They approached the shed and saw Duke, waiting for them anxiously. "Finally! You two scallywags! Always keeping me waiting!" Duke snapped. "Keep your tender coupled Grandpuff! We had work to do!" Peter Sam said. "He's right; we can't laze about in the sheds all day like you." Sir Handel agreed.

Duke wanted to argue, but he knew it take hours to settle things with them so he let it go as the two took turns on the small freight turntable to face the sheds backwards. As they did so Freddie puffed backwards into the yard. "So, what's all this about? What's the big deal?" Freddie asked. "We don't know, Grandpuff?" Peter Sam asked. "I'll tell you once we're all ready." Duke said.

"Bertram will be a while, it takes a bit to get from here to the mine." Freddie said as he backed up into the berth usually reserved for Fred.

* * *

Elsewhere Mighty Mac backed up alongside Fred in the brick shed, whereas Skarloey and Rheneas slept in their normal shed they had for years.

"Nice shed, wish I could sleep in it more." Fred said as Mighty Mac came to a stop. "Enjoy it, our sheds are yours." Rheneas said. "Hmm... look at that sky." Skarloey observed as the clouds were lit up with lightning.

The group of little engines watched as lighting danced around, thunder clapping loudly, with the sound of rain in the distance. "Wonder what Duke wanted to talk to those four about that we couldn't hear?" Rheneas asked. "Nothing good most likely." Skarloey said seriously.

Nearby at the station Emily blew her whistle as the guard blew his whistle. "I wish I could make it to Maron before this blasted storm hits." She said as she took off, quickly gaining speed to keep ahead of the storm.

* * *

Rusty parked himself in the shed at Rheneas station and his driver quickly shut him off and got out. "I'll have to run to make it into the station! Good luck sleeping tonight Rusty." Said the driver. "I'll be okay, just shut those doors and get running!" Rusty said.

Rusty's driver closed the doors and ran to the station for cover as the rain began to fall.

Rusty listened to the wind booming against the shed, the doors shuttering. Rusty closed his eyes and said "Nice night." he said as he shuddered nicely.

* * *

At the Transfer Yard depot Bertram finally arrived and he backed into the berth next to Freddie just as the rain poured down. As the drivers ran to the station for shelter.

"Okay Duke, what's this all about?" Bertram asked as the rain began to puddle beneath his buffer bar.

Duke looked around and sighed. "Freddie and Bertram don't know this, so I'll have to tell them. As three of us know there was an engine on my old railway called Smudger. He rode roughly and often came off the rails, I warned him to be careful but he took no notice and just laughed me off, but then one day the manager told Smudger he was going to make him really useful. He had Smudger turned into a generator. He took off his wheels and cab and placed him behind the main shed. He never moved again." Duke finished.

Freddie was horrified. "H-h-how? Why? Because he had a few accidents? That's horrible!" cried Freddie, remembering the engine he had worked with for eight months on the Mid-Sodor railway. He was cocky yes, reckless yes, but he didn't deserve a fate so terrible.

"I forgot how casual scrapping was back then." Said Bertram sadly. "It was before the diesels, before preservation. It was a sad time." Bertram said sadly, remembering the scrapped derelicts of engines in the old mines before Sir Topham Hatt had them cleaned up.

Freddie wheeshed loudly at Duke in anger. "Why... why you old fart! You could have stopped it! Because of your relationship with the Duke of Sodor you could have stopped them from doing that to Smudger, but you didn't! You didn't because you're a bitter, terrible old relic who thinks he's better than everyone!" Freddie barked.

Sir Handel used what steam he had left to whistle loudly at Freddie to silence him. "That's enough! Grandpuff may be a bitter old antique who left a fellow engine to die, but he now knows that it was wrong."

"Thanks a lot." Duke said sarcastically. "Don't get smart with me Grandpuff, you're basically on trial now." Sir Handel said, not appreciating the role reversal. Peter Sam was quiet, he didn't know what to say.

"So why am I here?" asked Bertram, "Everyone has all worked on the Mid-Sodor line, but I didn't! I never even met you before Toby discovered my mine." "Because Bertram my dear friend," Duke began, "I think you might have had a hand in something I heard this morning."

"What?" Bertram asked incredulously. "The reason why I called you all here is not because of a guilty conscious, but because this morning something happened to me. I heard a voice that sounded just like Smudger." Duke explained.

There was a long, dreadful silence as the thunder roared.

"Are you saying that there's a ghost about? A ghost of an engine with a grudge against you?" Sir Handel asked. "I'm afraid I am." Duke said gravely. "Grandpuff, you always told us that there were no such things as ghosts, why change so quickly?" asked Peter Sam.

"It was what I heard. What he said to me." Duke said. "And what did he say?" asked Peter Sam, "He told me that he wants revenge on me for his fate. Our manager is dead so Smudger now wants to kill me instead." Duke said, "Why would he come back now?" asked Freddie. "Because I thought about of him, I was so bored, so tired of being locked up in here that I reflected back on my old days on the old railway." Duke explained. "It could have been a dream." Freddie said, eyeing Duke. "I thought so too, until the doors slammed closed by themselves." Duke said, earning another thoughtful silence from the four other engines.

"That doesn't explain what I'm doing here." Bertram said. "Before the shed doors slammed I heard your whistle and I saw you at the platform. And it's your face, it looks remarkable similar to Smudger's." Duke said. Bertram gaped, "Are you suggesting that I'm behind this? And that I may be Smudger because my face looks like his? You are senile!" said Bertram, offended.

"I don't know, your face looks like Smudger's a bit, as odd as it sounds, but I'm not convinced." Said Freddie. Peter Sam and Sir Handle agreed with the grey engine. "And I can assure you Duke that I had nothing to do with your little haunt today." Bertram said. "Well I don't know about that, but listen, I can't go on like this, staying in this shed all day! I need to get out of this shed." Duke said desperately. "I'll talk to the Thin Controller when I go to the station tomorrow, maybe you can take a few goods trains." Peter Sam suggested.

The rain poured down harder and the wind battered the sheds and the trees. "Oh dear! I hope we'll be okay in here." Said Peter Sam, "Don't worry, here comes some workmen." Sir Handel said as two men in raincoats ran towards the sheds.

"Sorry to ruin your conversation old boys, but the storm has gotten too bad, we'll have to close you up." Said one of the men. Each of two men closed up the double sheds and when one of the workman went to close Duke's shed he screamed and fell backwards, landing on the ballast. "What's wrong Dick?" asked the other workman. "I-i-in the shed! I saw something! A face! A face of another engine behind Duke!" the man said. The other man looked into the shed, but saw nothing. "There's nothing there old chap, you must be tired." He said as he closed the shed door, ignoring Duke's pleas not to.

As the rain poured down harder the two men returned indoors. Duke was scared, he felt something behind him. "You'll have a spill Dukie. A bad spill." Said the voice.

In their shed Freddie and Bertram stood in silence. "What do you think?" Bertram asked, "I don't know." Freddie said quietly as the thunder roared.

* * *

The next morning Duke watched as the other engines left. "Don't worry Grandpuff, you'll be okay." Sir Handel said. An hour later Fred the diesel arrived back to the yards with the Thin Controller also known as Mr. Percival.

"Ah Duke, Peter Sam tells me that you've been having some bad dreams and would like to come out for a day or two." The Thin Controller said. "Uh, yes sir. I'm tired of being locked up in this blasted shed and would like to go out and stretch my wheels." Duke said, knowing that Peter Sam would leave out the ghostly side of the story.

"Very well Duke, we have some empty trucks that need to be taken to the slate quarry. Duncan's busy at the Blue Mountain Quarry so we need an engine to take them, are you up for it?" asked the thin, well dressed man. "Oh yes sir! Please sir!" said the old engine.

The Thin Controller had a spare driver and a spare fireman to drive Duke to the yards and to the quarry. "Now Duke, if this goes well I'll let you take the evening train from Lakeside to Crovan's Gate." The Thin Controller said. "I'll do my best sir." Duke swore.

Duke's new driver and fireman drove him to the yards, where there was a long line of fifteen slate trucks and a breakvan. He was coupled up and he set off, blowing his whistle. There was no sign of Smudger anywhere, and there had been none all morning. No voices, no phantoms, nothing. Duke smiled, he may finally have been free from Smudger's ghost.

* * *

Duke puffed down the line, surrounded by the beautiful Sudrian forests and the rivers of the Skarloey Railway. The trucks behind him were being unusually quiet, which Duke didn't mind. Duke began to climb the hills that led to the old iron bridge, a landmark long rumored to be haunted, as Duncan and Rusty claimed, Duke had never paid those stories any mind, but now he wasn't so sure.

As Duke approached the rusty old bridge he looked down, he saw the swamps below and shuttered at the thought of falling off the bridge. How it would be to fall and drown in the terrible water. Just then there was a harsh bump at the breakvan and he felt himself being pushed.

"What the hell?!" cried the driver. The Guard called him on the radio and said "It feels like something just smashed into us and it's pushing us!" he cried. "We're going faster!" cried the fireman. Duke felt his wheels going faster and faster, his piston rods were going up and down faster than the blink of an eye.

The trucks started screaming in horror at how fast they were going on the notorious bridge. "What's happening?!" cried Duke. "It's me Dukie! It's time for my revenge!" said the familiar voice of Smudger. "You can't do this to me!" Duke said.

His driver tried to apply the breaks but something snapped them off as soon as they touched the wheels. Duke cried out in pain, as he left the bridge, going faster and faster towards a junction with the switch pointed away from the quarry and towards something else.

"Stop it Smudger! Stop!" Duke pleaded. "Oh come now Dukie, you have to face your death the Sudrian way: without any folderol!" yelled Smudger as he surged forward. "We're going to fast!" yelled the driver as they went on the wrong tracks. "Where are we going?" asked the fireman, very scared of what was going on. "Uh, let's see, we're on track... the crossings." Answered the driver in horror.

Rusty was nearby, parked in a siding as some workmen were repairing the rails on the two sidings. "Do you hear that?" asked a workman. "It sounds like someone screaming." Said another. Just then Duke came rocketing out of the woods, way over the speed limit. "Help me! Please!" cried Duke as he rushed by. "We have to help him!" said Rusty. "Right, let's go!" said his driver. Rusty was uncoupled from some trucks and he drove after Duke.

Up ahead at the rail crossings, where the standard gauge rails crossed between the narrow gauge in what was called a diamond track by some railway-men. And on the standard gauge tracks Dart was pushing a long train of flatbeds which were loaded with new steel beams and new barrels of oil for the Vicarstown Diesel Works. Den was supposed to go get it from the Brendam Docks but Dart volunteered to do to retrieve the supplies. Dart was having an awkward time because last night's storm had caused a lot of leaves to fall onto the rails which made them slippery.

As he began to cross the diamond tracks, with the long line of flatbeds in front of him he heard the loud, panicked whistle. He looked to his right and he saw the form of Duke, puffing towards the line of flatbeds. Dart blew his horn in alarm and his driver noticed Duke. Dart's driver tried to apply the breaks and he successfully made the diesel grind to a halt.

The signalman at the nearby signal box tried worked the switches so Duke would go into an old siding, but it wouldn't work, it was jammed. He ran out to the staircase and yelled to Dart "Reverse!"

Duke sped along, getting closer and closer to the train. He looked ahead and saw the rails somehow lift up, disconnecting one from another. When he ran on them he would be sent ahead flying right into the train. "I'm sorry Duke, but we have to go." Said the driver as he and the fireman climbed up onto Duke's tender. "Wait! No! Please don't leave me!" Duke begged. Both the driver and fireman looked back at Duke sympathetically. "I'm sorry." The driver said as the fireman hopped into the empty slate car and the driver climbed onto the edge of the truck and he uncoupled the cars from Duke's tender. The guard used the break on the breakvan to stop the train of slate trucks and they miraculously slammed to a halt.

As the driver turned to see Duke one last time and he could have sword he saw the outline of a dark green engine behind Duke.

Rusty came up from behind. "No! Get out of the way! We have to help Duke!" Rusty said. "I'm sorry Rusty, but it's too late." His driver said sadly.

Rusty's eyes widened and he saw what Duke was heading towards. "No." Rusty said in quiet horror.

Duke felt the ghostly buffers of Smudger smash into his own back ones that had been put on him when he was restored at Crewe.

"Smudger, please stop! Please! I'm sorry all right! I was wrong to leave you to your fate! Please don't kill me! Please!" Duke yelled as up ahead Dart's wheels slipped on the leaves that covered the rails. "Come on, come on!" he cried as he tried to back up.

Duke went past the trap points, confusing the signal man as to why they didn't work. Duke felt his wheels wobble and his piston was fit to burst open. "Please Smudger, I'm sorry! Forgive me!" He said as he saw the uplifted track in front of him.

Duke closed his eyes.

As he felt himself go flying into the air off the rails he heard the voice of Smudger say "I'm sorry too Dukie."

There was a terrible smashing sound, the sound of metal and steel being scrapped and crushed and no one who had been there that day will ever forget it.

* * *

Sir Topham Hatt watched as Kelly the Crane lifted the ruined form of Duke onto Nelson the Transporter. He shook his head gravely. They had closed off this part of the line to both gauges and had sent Dart ahead to the diesel works with the unhurt trucks and had Rusty go about his day and to keep quiet about what he had seen.

Duke was in ruins, all four of his wheels had been ripped off by the crash, his cab was smashed in, his boiler had burst, his main body was ripped open, his buffer beams were demolished, and his funnel was flattened.

Sir Topham Hatt didn't know whether Duke was alive or not, but it didn't look good. He prayed Duke was alive in there somewhere. "Where should I take him sir?" Nelson asked as the workmen tired Duke on. "The Steamworks, tell Victor to close off a section in the back and have our best engineers get working on it right away."

The men covered Duke with a tarp and Nelson sped off and Sir Topham Hatt returned to his car with Mr. Percival. "If only I had ignored him." Percival said sadly.

* * *

When Nelson arrived at the Steamworks he saw Luke leaving, all fixed up. Nelson was glad; he didn't want many engines to see the legendary Duke like this. He rolled inside and saw Victor. "Ah, Hola Nelson, what are you doing here?" the Cuban engine asked. Nelson sighed as the workmen removed the tarp and Victor gasped at what he saw. If he had arms he would have crossed himself.

"Put him in the back!" Victor ordered the workers, "I don't want Kevin or anyone else to see this!" the workers ran to work as Nelson drove to a secluded area in the back.

* * *

That night all the narrow gauge engines were gathered at the Transfer Yards. Everyone was trying to get Rusty to tell them what had happened, but the little diesel remained quiet, deep in thought. "Come on Rusty, speak up! We deserve a plain spoken answer!" Duncan said, which was awkward because for the first time in years all of the engines were finding themselves in agreement with Duncan.

"I... I think we should wait for the controllers to get here. I don't think I'm allowed to talk about it, and I don't want to talk about it." Rusty said firmly. "Oh come on." Muttered Sir Handel. "It's Duke, isn't it." Freddie said, not doubting for a second that he was right.

Rusty looked at Freddie and then looked away.

The Fat Controller's blue car drove up and the two controllers got out and walked to the engines. Both men looked grim.

"Well, by now I know you've all heard about a bad accident this morning, which poor Rusty here was unfortunate enough to witness." The Thin Controller said. "What happened sir?" asked Rheneas.

The Thin Controller sighed and said "Duke somehow malfunctioned and began to run at dangerous speed. The crew was unable to stop him so they were forced to abandon him. Apparently the rails were uplifted; we don't know what caused that damage to the rails but it caused Duke to go flying into a train and he..." The Thin Controller sighed, unable to continue so The Fat Controller took over.

"Duke was severely damaged; boiler, cab, wheels, and other parts were demolished. We have sent him to the Steamworks, it will be a while before Victor and the engineers can determine the extent of the damage and if Duke can be prepared." The man known as The Fat Controller to the engines, Sir Topham Hatt to the people of Sodor said sadly.

There were visible tears on the faces of Peter Sam and Sir Handel, while the rest of the engines were silent. "I promise all of you, we will do all in our power to save the life of Duke of Sodor." Sir Topham Hatt swore to the engines of the Narrow Gauge Railway. He walked back to him car and Percival followed, after he spared his engines one last glance of sympathy.

The engines were dreadfully silent that night. The only sounds afterwards were the miserable sobs of Peter Sam, as Sir Handel forced his tears down to comfort the more sensitive engine. In the Shed at the Depot, Freddie only said one last thing before he went to sleep; "Smudger."

* * *

 _Duke opened his eyes. He saw the ghostly form of Smudger in a glowing white light. "You...behind the shed...left to rot..." Duke said weakly. "For what it's worth Dukie, I forgive you, and I hope you can forgive me as well." Smudger said as he faded away. "Smudger..." Duke said one last time._

* * *

Victor watched the looked on as the engineers worked hard to save the old engine. He had told Kevin to go out to the shed they shared in behind the works early while he worked with the men on Duke. Then he heard Duke speak. "You...behind the shed...left to rot..." Victor raised his eyebrow in confusion. "What is he going on about?" he said to himself quietly. "Smudger..." Duke said.

* * *

The next day Freddie puffed up to the platform at Crovan's Gate as his passengers, blissfully ignorant of the tragedy that occurred the other day. Mr. Percival walked by, looking tired. "Oh, sir!" said Freddie. The Thin Controller looked at the grey engine. "The night before the accident, Duke told me he was wondering whatever became of Smudger." Freddie said. "Smudger?" the thin man asked. "One of the engines who worked on the Mid-Sodor Railway, Duke said he didn't know what happened to him." Freddie explained, leaving out the supernatural part of the tale.

"Oh yes, I seem to remember reading about him, I don't know what became of him as there are no official papers about him being sold or scrapped after he was turned into a generator." Percival elaborated. "Then could you send some men over to the ruins and look behind those sheds? They shouldn't be too far from where they found Duke." Freddie said.

"Well, considering what happened, it may be for the best. Besides... Freddie can I be honest with you and trust you to keep a secret?" asked Percival discreetly. "Of course you can sir; I won't breathe a word to the others." Promised Freddie. "It doesn't look good. I spoke to the manager of the works and he said they might be able to mend Duke, but he'll never be able to run again. Sir Topham Hatt and I will have a meeting tonight to discuss it, but it looks like we'll have to put him in the Sodor Railway Museum."

Freddie shuddered, what a terrible fate, not being able to run like an engine should. Despite what Duke did to Smudger no one deserved that. He wondered if Smudger's ghost was behind this, if so he had lost all sympathy from Freddie.

Freddie sighed and said "Terrible. I won't say anything to the others, especially not Peter Sam, poor fellow." He said. The Guard blew his whistle and Freddie set off with his coaches.

* * *

A week later some workmen who had been hired by the two controllers had borrowed Oliver the Big Excavator, Kelly the Crane, and Madge the Lorry to dig out the hill that had grown over the engine sheds of the old Mid-Sodor Railway. "Keep going Oliver! I think we're almost through!" yelled the foreman. Just then there was a crashing sound as Oliver's bucket smashed through the old rotted wood and bricks weakened by age. "We've done it!" yelled a workman as the others cheered. It was getting dark so that made it hard to see into the shed

"Get me a torch!" called the Foreman, who soon received a flashlight from a worker. He looked into the shed and he cried out as he fell backwards, shocked at what he had seen. "What's wrong Carl?" asked a worker. "Look inside. That poor engine, what a bad way to go." Carl said, the worker looked in, and wished he hadn't. Kelly shuddered at the thought of what was inside, and the fact that he would have to lift it out, he averted his eyes and looked up the old mountains that overlooked the station and yard and he could have sworn he saw an engine watching them from a mountain road from up above.

* * *

The news soon spread around the island about the discovery of Smudger, or what was left of him. When Victor heard the news he felt very disturbed, he glanced up at Duke's form. Duke had not yet awakened but he had been repaired for the most part, new wheels, funnel, and a cab was still being made to fit him, even though he knew it wasn't so Duke could go on the rails again. Duke was museum bound.

* * *

The next day Duke finally woke up, he was greeted by the sight of Kevin looking up at him, then running off. "Victor! Victor! He's woken up! Come quickly boss!" Victor puffed up to Duke, who was now resting safely on the rails.

"Buenos Dias Duke, you've been asleep for a couple of weeks." The works engine said. "Weeks?! Victor, what the hell happened?" Duke asked. Victor sighed and said "Smudger, I suppose."

Duke's eyes widened in horror as he remembered what happened. The shed, the ghost, the storm, the runaway, the crash, the pain, the dream, Smudger. "I remember it, all of it." Duke said miserably. "I have a workman call for Sir Handel, Peter Sam, and the Controllers; they'll all want to see you before the day." Victor said. "Day? What day?" Duke asked.

Victor sighed, "I hate being the bearer of bad news but, you'll never move again of you're own power. They've decided it would be best if you were given to the Sodor Museum." He admitted to the old engine.

Duke was silent.

"Duke, I'm sorry, I don't know what to say..." "Don't say anything. Just leave me alone." the old engine said. Victor looked down and puffed away.

* * *

Peter Sam, Sir Handel, Mr. Percival, and Sir Topham Hatt all tried to speak to Duke but they couldn't get much out of him, other then some miserable small talk and making sure he understood what was going to happen. The Sodor Museum was a nice place, plenty of visitors, he'd never be lonely or neglected, and there'd be days when he'd be allowed on the rails and put on display for important events, but it didn't seem to cheer Duke up. When Sir Topham Hatt asked Duke if he simply wanted to stay in the sheds all Duke would say was "No. I don't deserve it."

* * *

The day finally came. Thomas, Percy, James, Gordon, Henry, Toby, Emily, Duck, Oliver, Donald, Douglas, Mavis, BoCo, Bill, Ben, Murdoch, Molly, Arthur, Rosie, Stanley, Ryan, Timothy, Marion, Hiro, Spencer, Diesel, Paxton, Dart, Den, Dennis, Norman, Salty, Harvey, Belle, Stephen, Conner, Caitlin, Whiff, Charlie, Daisy, Sidney, Neville, Hank, Porter, Ferdinand, Bear, Pip and Emma, Stepney, Stafford, Winston, Flynn, Scruff, and Phillip were all in attendance on the standard line. On the narrow gauge lines Skarloey, Rheneas, Rusty, Duncan, Mighty Mac, Luke, Millie, Victor, Fred, Bertram, and Freddie were all parked in the yard. Edward stood by the rails next to the narrow gauge tracks with a flatbed and a breakvan, while Rocky would lift Duke up and place him on the flatbed.

"What a shame." Duck said, "So sad, and it was the first time in years he got to run too." Molly said sadly. "Poor old fellow." said Spencer, not wanting to make a fool of himself. "He was a living legend." said Percy, "Quite right." Agreed Henry. "Quiet everyone, here they come now." Thomas said. Everyone entered a respectful and mournful silence as Duke arrived in the yards, being pulled by Sir Handel and pushed by Peter Sam.

"Poor old engine, poor old engine." repeated Peter Sam to himself in a hushed tone, remembering the time on the old railway when Duke had gotten the better of Peter Sam when he was Stuart and Stuart had gotten too big for his buffers.

The two little engines helped their old friend, mentor, and the one they called Grandpuff to the proper position.

Rocky lowered his lifter down and the workman made sure Duke was properly attacked. "Goodbye Grandpuff." Peter Sam said one last time. "Well, you kept us in order ole' timer. Not bad." said Sir Handel.

As Rocky lifted Duke up there was an amazing chorus of whistles and horns from engines of all colors and sizes and types. Every engine who was there gave Duke one last big cheer, the one he deserved.

Sir Topham Hatt stood up and gave a speech.

"We shall never forget you Duke, nor the stories you have left in your wake. You are and will continue to be an inspiration to engines everywhere and you have made your Grace proud. Long Live the Duke of Sodor!"

"LONG LIVE THE DUKE OF SODOR!" yelled all of the engines back.

Duke's eyes began to water. They all loved him so much, even the diesels.

"Thank you, all of you." he said, and with a great amount of effort he gave one last, mighty whistle.

* * *

Duke sighed as the crew of the museum loaded him onto a platform that would be his new home in the museum. He looked and saw Neil, the old S&M box engine and Glynn the Coffee Pot Engine who had both been put on display years prior.

"Well what do you think about that Neil? Two new fellows in the same month." Glynn said. Duke looked at the old, oddly shaped engine with confusion. "Two?" he asked. "Oh yes, you see they found this dead fellow in the ruins of the old Mid-Sodor Railway, poor fellow was turned into a generator and left to rot. They found him recently, you were on that railway I believe, you know him? I think the poor chap's name was Smudger." said Glynn.

Duke didn't answer that. He just looked around at the large museum as the crew began to clean up and leave, but then he saw the husk of Smudger, with a face rotted away leaving nothing but circle of iron.

Duke didn't know what to do now. He looked at Smudger again, the one he left behind the shed.

 **THE END**

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